Ny Dissolution Certificate PDF Details

The Certificate of Dissolution for a corporation in New York State signifies the formal closing of a business entity according to the stipulations laid out under Section 1003 of the Business Corporation Law. Administered by the New York State Department of State Division of Corporations, State Records, and Uniform Commercial Code, located at One Commerce Plaza in Albany, this essential document encompasses several critical pieces of information and steps for proper submission. It requires the full name of the corporation as currently recorded or as initially filed if it has since been changed, the original filing date of the corporation's certificate of incorporation, detailed names and addresses of all directors and officers at the time of dissolution, and a declaration of the method by which the dissolution was authorized—whether by a majority, two-thirds vote of shareholders, or unanimous written consent. Additionally, it underscores the requirement for the submission's signature by an officer, director, or authorized person, along with the $60 filing fee payable to the Department of State. Furthermore, it mandates the verification of the corporation's name and incorporation date against the Department of State's records and attaches the consents from both the New York State Department of Taxation and Finance and, if necessary, the New York City Department of Finance.

QuestionAnswer
Form NameNy Dissolution Certificate
Form Length2 pages
Fillable?No
Fillable fields0
Avg. time to fill out30 sec
Other namesnys blank certificate of dissolution, certificate of dissolution nys, certificate of dissolution, ny certificate dissolution

How to Fill Out Form DOS-1337-f

Form DOS-1337-f at a glance

What it is: This is the New York State Department of State Certificate of Dissolution Under Section 1003 of the Business Corporation Law.

Who signs: This certificate must be signed by an officer, director or duly authorized person.

What to bring and attach to Form DOS-1337-f

Attach the consent of the NYS Department of Taxation and Finance.

Attach the consent of the New York City Department of Finance, if required.

A filled-in Form DOS-1337-f example: a corporation files its certificate of dissolution

Form DOS-1337-f example filled out, example: a corporation files its certificate of dissolution
Dana Sample, secretary of Example Widgets Inc., fills out the certificate. The corporation was formed on March 3, 2018 and has two officers. The picture shows page 1 only, and every value in it is made up. Its name has not changed, so the name under which it was formed stays empty. The boxes for how the dissolution was authorized are left blank because the form's check boxes have no field names.

How to fill out Form DOS-1337-f, box by box

The name of the corporation

Form DOS-1337-f example filled out, the name of the corporation

Enter the name of the corporation after FIRST.

Enter the name of the corporation under CERTIFICATE OF DISSOLUTION OF (Insert Name of Corporation) .

The name of the corporation and its date of incorporation must be exactly as they appear on the records of the Department of State. This information should be verified on the Department of State's web site at www.dos.ny.gov.

If the name of the corporation has been changed, enter the name under which it was formed.

The certificate of incorporation, officers and directors

Form DOS-1337-f example filled out, the certificate of incorporation, officers and directors

After SECOND, write when the certificate of incorporation was filed with the Department of State.

Enter the name and address of each officer and director of the corporation after THIRD.

How the dissolution was authorized

Form DOS-1337-f example filled out, how the dissolution was authorized

Under FOURTH, check the statement that applies.

The dissolution was authorized at a meeting of shareholders by two-thirds of the votes of all outstanding shares entitled to vote.

The dissolution was authorized at a meeting of shareholders by a majority of the votes of all outstanding shares entitled to vote.

The dissolution was authorized by the unanimous written consent of the holders of all outstanding shares entitled to vote without a meeting.

The signer

Form DOS-1337-f example filled out, the signer

Sign on the Signature line, then print or type the name and the title of the signer.

The name of the corporation on page 2 and the filer

Form DOS-1337-f example filled out, the name of the corporation on page 2 and the filer

In (Insert Name of Corporation) under CERTIFICATE OF DISSOLUTION OF, enter the name of the corporation.

Under Filer's Name and Mailing Address, enter the Name, the Company, if Applicable, the Mailing Address and the City, State and Zip Code.

Common questions about Form DOS-1337-f

Where do I file it?

New York State Department of State Division of Corporations, State Records and Uniform Commercial Code One Commerce Plaza 99 Washington Ave. Albany, NY 12231-0001

Are there fees?

The fee for filing this certificate is $60, made payable to the Department of State (checked October 26, 2026).

Sources

[1] Form DOS-1337-f (Rev. 03/17), Certificate of Dissolution, New York State Department of State (the Official source link on this page).

Please rate Ny Dissolution Certificate

1 Votes
If you believe this page is infringing on your copyright, please familiarize yourself with and follow our DMCA notice and takedown process - click here to proceed .